Business Owner Documents

GENERAL BUSINESS AGREEMENT

This General Business Agreement (Agreement) is entered into as of by and between:

RECITALS

WHEREAS, Business Owner operates the business known as which provides goods and/or services detailed herein; and

WHEREAS, Contracting Party possesses the necessary expertise and agrees to perform the services described in this Agreement in accordance with the terms and conditions set forth below; and

NOW, THEREFORE, in consideration of the mutual covenants contained in this Agreement, the parties agree as follows:

SCOPE OF WORK

Contracting Party shall perform the services and deliverables as described below. The parties acknowledge that any material change to the scope may require a written amendment signed by both parties.

PAYMENT TERMS

Business Owner shall pay Contracting Party the fees set forth below in consideration for the services performed under this Agreement.

Invoices are payable within days of receipt unless otherwise agreed in writing. Any undisputed amounts not paid when due shall accrue interest as specified above and the non-defaulting party may pursue all remedies available at law or equity.

TERM AND TERMINATION

The term of this Agreement commences on and expires on unless earlier terminated as provided below.

Either party may terminate this Agreement for convenience upon providing days' prior written notice to the other party. Either party may terminate immediately for material breach if the breaching party does not cure such breach within days after receiving written notice identifying the breach.

CONFIDENTIALITY

For the purposes of this Agreement, "Confidential Information" means non-public information disclosed by a party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information does not include information that: (i) is or becomes generally known to the public through no wrongful act of the receiving party; (ii) was rightfully known to the receiving party prior to disclosure without an obligation of confidentiality; (iii) is rightfully obtained by the receiving party from a third party without restriction; or (iv) is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information.

The receiving party shall (a) hold Confidential Information in strict confidence and not disclose it to any third party except as necessary to perform under this Agreement; (b) use Confidential Information solely to perform its obligations under this Agreement; and (c) take reasonable measures to protect Confidential Information from unauthorized use or disclosure, which measures shall be at least as protective as the receiving party uses to protect its own confidential information.

The obligations of confidentiality shall continue for years following termination or expiration of this Agreement, except with respect to trade secrets, where protection shall be maintained for so long as the information qualifies as a trade secret.

REPRESENTATIONS; INDEPENDENT CONTRACTOR

Each party represents and warrants that it has the full right, power and authority to enter into and perform under this Agreement and that the execution and delivery of this Agreement and the performance hereunder will not conflict with any other agreement or obligation of such party.

Contracting Party is an independent contractor and nothing in this Agreement shall be construed to create an employer-employee, partnership or joint venture relationship between the parties. Contracting Party is responsible for all taxes and other obligations arising from payments made under this Agreement.

GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the state of without regard to its conflicts of law principles. The parties agree that any dispute arising out of or relating to this Agreement shall be resolved exclusively by the state and federal courts located within that state, and the parties hereby submit to the personal jurisdiction of such courts.

LIMITATION OF LIABILITY

Except for liability arising from a party’s gross negligence, willful misconduct, or breach of confidentiality obligations, neither party shall be liable to the other for any incidental, consequential, special or punitive damages, and each party's aggregate liability under this Agreement shall be limited to the total fees paid or payable to Contracting Party under this Agreement.

ENTIRE AGREEMENT; AMENDMENT

This Agreement constitutes the entire understanding between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, negotiations, and understandings, whether written or oral. Any amendment or modification to this Agreement must be in writing and signed by both parties.

NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses set forth above or to such other address as a party may designate in writing. Notices are effective upon receipt.

MISCELLANEOUS

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. The parties acknowledge that monetary damages may be inadequate and that equitable relief, including injunctive relief, may be appropriate to prevent actual or threatened breaches of the confidentiality provisions.

Sign Now